SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 2nd, 2010 • Tropicana Entertainment Inc. • Hotels & motels • New York
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is dated as of August 31, 2010, by and among New Tropicana Opco, Inc., a Delaware corporation (“Purchaser”), Icahn Partners LP, a Delaware limited partnership (“Icahn Partners”), Icahn Partners Master Fund LP, a Cayman Islands exempted limited partnership (“Icahn Master”), Icahn Partners Master Fund II L.P., a Cayman Islands exempted limited partnership (“Icahn Master II”), and Icahn Partners Master Fund III L.P., a Cayman Islands exempted limited partnership (“Icahn Master III” and, together with Icahn Partners, Icahn Master and Icahn Master II, the “Sellers” and, each individually, a “Seller”). The Purchaser and Sellers are collectively referred to herein as the “Parties” and each individually is referred to herein as a “Party”.
